Marcus J. Moeltner
About Marcus J. Moeltner
Marcus J. Moeltner (age 61) is Chief Financial Officer and Senior Vice President, Finance at Rayonier Advanced Materials (RYAM). He joined RYAM in November 2017 during the Tembec acquisition and was promoted to CFO on July 8, 2019. He holds an Honors Bachelor of Commerce from Laurentian University and is a CPA, CMA (Ontario). Prior roles include finance leadership positions at Tembec, Grant Forest Products, and Kimberly-Clark in Canada, France, England, and the U.S.
Company performance in his tenure shows Adjusted EBITDA of $222 million in 2024 versus $139 million in 2023 and $177 million in 2022, and the company reported TSR values of 214.84 (2024), 105.47 (2023), and 250.00 (2022) in its pay-versus-performance disclosure. Revenues were $1,630.3 million (2024), $1,643.3 million (2023), and $1,717.3 million (2022).
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| RYAM | CFO & SVP Finance | Promoted 2019; joined 2017 | Led finance through Tembec integration; responsible for disclosure controls and capital allocation |
| Tembec | VP Corporate Development; prior Director Business Planning/VP Business Analysis & Control | 2000–2004; 2008–2017 | Corporate development and planning; business analysis for specialty cellulose operations |
| Grant Forest Products | VP Finance | 2005–2008 | Led financial analysis, treasury, cost accounting, risk management, taxation across operations |
| Kimberly-Clark | Various finance roles | 1987–2000 | Progressive multinational finance roles in Canada, France, England, U.S. |
External Roles
No public company directorships or external board roles are disclosed in the RYAM proxy biography for Mr. Moeltner.
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 475,000 | 495,000 | 495,000 |
| Target Bonus % of Salary | 70% | 70% | 70% |
| Target Bonus ($) | 332,500 | 346,500 | 346,500 |
| Actual Annual Incentive Paid ($) | 390,000 | 236,000 | 533,000 |
| All Other Compensation ($) | 49,511 | 26,650 | 82,730 |
| Perquisites detail ($) | Tax/Financial Planning 0; Exec Physical —; Total 49,511 | Tax/Financial Planning —; Exec Physical —; Total 26,650 | Tax/Financial Planning 4,427; Exec Physical 13,023; 401(k)/Excess Savings and misc total 82,730 |
Performance Compensation
Annual Cash Incentive – Structure and 2024 Outcome
| Metric | Weighting | Threshold | Target | Maximum | Actual Result | Achievement Rating | Vesting |
|---|---|---|---|---|---|---|---|
| Adjusted EBITDA ($mm) | 50% | 166.4 | 208.0 | 249.6 | 211.5 | 53.7% | Cash (annual) |
| Adjusted Operating Cash Flow ($mm) | 20% | 53.7 | 67.1 | 87.2 | 97.2 | 40.0% | Cash (annual) |
| Strategic Objectives (Safety, Sustainability, Diversity) | 15% | Achieve 1 | Achieve 2 | Achieve 3 | Achieved 3 | 30.0% | Cash (annual) |
| Individual Objectives (Moeltner) | 15% | — | 100% | 200% | Awarded 200% | 200% | Cash (annual) |
| Aggregate Company Metric Payout | — | 30% | 100% | 200% | — | 123.7% | — |
| Total Approved Payout (Moeltner) ($) | — | — | — | — | — | — | $533,000 |
Long-Term Incentives – Vehicles, 2024 Grants, Metrics
| Vehicle | 2024 Allocation | Performance Period | How Value Is Delivered | Vesting |
|---|---|---|---|---|
| PSUs | 35% (Other NEOs) | 3-year (Mar 1, 2024–Feb 28, 2027) | 50% Relative TSR vs S&P SmallCap 600 Capped Materials; 50% Cumulative Adjusted EBITDA | Cliff at 3 years |
| Long-Term Incentive Cash | 35% (Other NEOs) | 3-year (same as PSUs) | Same metrics as PSUs | Paid at 3 years |
| RSUs | 30% (Other NEOs) | 3-year | Time-based | Cliff at 3 years |
| 2024 Grant Detail (Moeltner) | Grant Date | Target (#/$) | Notes |
|---|---|---|---|
| PSUs | 3/1/2024 | 35,000 units; grant-date fair value $159,425 | $7 share-price floor used to size units (reducing grant-date value ~46%) |
| Long-Term Incentive Cash | 3/1/2024 | $245,000 | Same metrics as PSUs |
| RSUs | 3/1/2024 | 30,000 units; grant-date fair value $113,400 | 3-year cliff vesting |
Equity Ownership & Alignment
Beneficial Ownership and Outstanding Awards
| Item | As of | Amount |
|---|---|---|
| Common Stock beneficially owned | Mar 17, 2025 | 172,139 shares; percent of class “*” (<1%) |
| Unvested RSUs (not included above) | Mar 17, 2025 | 88,147 shares (company-wide disclosure) |
| Outstanding RSUs by grant | 3/1/2022: 36,894; 3/29/2022: 56,952; 7/13/2022: 40,095; 3/1/2023: 29,202 & 14,601; 3/1/2024: 30,000 | |
| Outstanding PSUs by grant (at program reporting levels) | 3/1/2022; 3/1/2023; 3/1/2024 | Reflected at target or maximum pending performance period completion (see footnotes) |
Anti-hedging and anti-pledging: Company policy prohibits hedging transactions and pledging company securities; executives are subject to retention requirements until ownership guidelines are met.
Stock ownership guidelines: CFO required ≥3x base salary within 5 years; as of Jan 1, 2025, all executive officers were in compliance.
Vesting Schedule (Upcoming)
| Award Type | Grant Date | Units | Vest/Measurement Date | Terms |
|---|---|---|---|---|
| RSU | 3/1/2024 | 30,000 | 3/1/2027 | Time-based, 3-year cliff |
| PSU (2024 cycle) | 3/1/2024 | 35,000 target | 2/28/2027 | 50% TSR vs S&P SmallCap 600 Materials; 50% Cumulative Adjusted EBITDA; 0–200% payout |
| PSU (2023 cycle) | 3/1/2023 | 29,202 & 14,601 tranches | 2/28/2026 | As above; disclosure post-cycle |
| PSU (2022 cycle) | 3/1/2022 | 36,894; program footnotes | 2/29/2025 | As above; vesting based on program rules |
Options: No options granted to NEOs in 2024; company has not granted stock options since inception in 2014 (equity program favors PSUs/RSUs).
2024 vesting/realization: Moeltner had 24,194 stock awards vest in 2024 (value realized $91,453).
Employment Terms
Severance and Change-in-Control Economics (Moeltner)
| Scenario | Cash Severance | Annual Cash Incentive Severance | Pension/401(k) Benefit | Medical/Welfare/Tax/Outplacement | Equity Acceleration |
|---|---|---|---|---|---|
| Involuntary termination (Non-CIC; Tier II = 1.5x multiple) | $742,500 | $1,052,750 | — | $49,788 | $1,593,306 |
| Involuntary or Good Reason post-CIC (Tier I per table notes = 2x for Moeltner) | $1,485,000 | $2,132,000 | $151,125 | $78,134 | $3,241,900 |
Key terms:
- Double-trigger CIC severance; no excise tax gross-ups; “best-net” provision applies (greater of full benefits subject to excise tax or reduced benefits below tax threshold).
- Equity awards under CIC: if assumed, time-based RSUs vest on qualifying termination; performance awards vest based on >50% or <50% period completion (greater of target or actual; otherwise target). If not assumed, similar vesting at CIC.
- Non-CIC severance plan provides 9–24 months of salary plus target annual incentive depending on tier; Moeltner is Tier II.
Deferred Compensation and Retirement
| Metric | Value |
|---|---|
| Excess Savings Plan – Executive Contributions (2024) | $9,100 |
| Excess Savings Plan – Company Contributions (2024) | $29,160 |
| Aggregate Earnings (2024) | $7,207 |
| Aggregate Balance (12/31/2024) | $177,979 |
| 401(k) company contributions (2024) | $13,800 regular; $20,700 retirement/enhanced match |
| Savings Plan contributions vest 20% per year over first 5 years |
Clawbacks and restrictive covenants:
- Incentive Compensation Recovery Policy complies with NYSE and SEC rules (recoupment on accounting restatements; detrimental conduct clawback).
- Awards subject to non-compete/competitive activity provisions; joining a competitor within one year can trigger repayment of award value (except following a CIC).
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenue ($mm) | 1,717.3 | 1,643.3 | 1,630.3 |
| Adjusted EBITDA ($mm; company-selected measure) | 177 | 139 | 222 |
| GAAP Net Income (Loss) ($mm) | (14.919) | (101.835) | (38.744) |
Operational commentary:
- CFO highlighted 2025 guidance reset amid tariff impacts and operational disruptions, with adjusted EBITDA guidance of $150–$160 million for FY25 and positive 2H25 free cash flow outlook; focus on high-return projects (e.g., e-SAF, AGE) and ~5% annual principal debt repayment target when permitted.
- Segment remarks: CS pricing up mid-single digits; volume headwinds from Temiscaming suspension and strike impacts; commodities exposure reduced; biomaterials margin platform advancing (bioethanol in France; Fernandina project planning).
Compensation Structure Analysis
- Pay mix and policy: Salary flat in 2024 (CFO $495k); target bonus unchanged at 70% of salary; long-term incentives balanced across PSUs (35%), long-term cash (35%), and RSUs (30%) for non-CEO NEOs (no options).
- Equity grant calibration: 2024 grants used a $7 price floor (vs $3.78 close) to reduce share usage by ~46%—a dilution-conscious design.
- Performance rigor: 2021 PSUs and performance cash did not vest (relative TSR and Adjusted HPC margin targets not met), indicating robust hurdles.
- Governance: No hedging/pledging; strong clawback policy; double-trigger CIC; independent compensation consultant; annual say-on-pay vote.
- Peer benchmarking: Committee targets 50th percentile vs compensation peer group; peer roster updated (removed Venator Materials; added Mercer International).
Investment Implications
- Alignment: High proportion of at-risk pay with explicit metrics (Adjusted EBITDA, operating cash flow, relative TSR), robust clawbacks, and anti-hedging/pledging—positive for shareholder alignment.
- Retention and pressure points: Meaningful unvested equity with 3-year cliffs (RSUs and PSUs cycles ending in 2026–2027) supports retention; policy-driven restrictions limit discretionary sales until guideline compliance, though routine tax-withholding sales may occur at vest dates.
- Change-in-control economics: Tiered severance and equity acceleration terms are standard (double trigger; “best-net” provision) with no tax gross-ups—moderate risk of payout inflation but within market norms.
- Execution risk: 2025 guidance reset and tariff/operational headwinds emphasize execution on cost reductions and project returns; CFO’s capital allocation commentary and segment strategy provide a framework, but delivery on biomaterials growth and CS mix/pricing is key.